Annual Report 2018
Democratization of Energy Power to the People for a Sustainable World. For All, By All. 04 54 Message from the Chairman Corporate Governance • Report of the Audit Committee • Report of the Nomination and Remuneration Committee • Report of the Corporate Governance Committee 06 • Report of the Enterprise-wide Risk Management Policy and Business Overview Committee • Major Changes and Milestones • Report of the Investment Committee • Relationship with the Major Shareholder 86 18 Sustainable Development Nature of Business • Solar Farms in Thailand • Solar Farms in Japan • Investment in Power Plants through Associates 98 Internal Control 30 Shareholding Structure 100 • Registered and Paid-up Capital Risk Factors • Shareholding Structure • Other Securities Offered • Dividend Policy 102 34 Connected Transactions Management Structure • Board of Directors 106 • Subcommittees Financial Position and Performances • Executive Management and Personnel • Major Events impact to Finance Statement in 2018 • Report from the Board of Directors concerning Financial Report • Financial Report 182 General information and other important information Vision BCPG Public Company Limited (“BCPG” or “the Company”) and subsidiaries (collectively called “BCPG Group”) aspire to create an energy business with green innovations to drive the organization toward sustainable excellence with well-rounded and smart personnel.
Mission To invest, develop, and operate green power plants globally with state- of-the-art technologies founded on common corporate values, management, and business principles for sustainable growth and environmental friendliness
Spirit Innovative Proactively strive for innovation excellence whilst maintaining environment-friendly stance towards change. Integrity Value integrity as the core attribute in doing business, assuring stakeholders of good governance and transparency. International Build a global platform with multi-cultural adaptability and international synergy. Goal and Strategy BCPG strives for continuous growth through operation and investment in renewable energy business both domestically and internationally, through M&A activities and development of new projects with various technologies such as solar, wind and geothermal powers. Additionally, the Company is focusing on producing and delivering clean energy directly to consumers while transitioning into retail market with “energy as a service” model. Innovation will play an important role in offering more choices to consumers in order for them to be able to produce green energy by themselves at a lower cost. 4 Annual Report 2018 Message from THE CHAIRMAN
Dear Shareholders,
BCPG Public Company Limited’s planned activities in 2018 had been accomplished in line with the Company’s growth strategies through investment in various technologies of renewable energy power plants. Furthermore, as the world moves towards decentralization, coupled with the sharing economy concept, which has resulted in a change in the way we consume energy in our daily lives. BCPG has thus enhanced our path forward by employing innovation into energy management and pioneered a blockchain-based Peer-To-Peer (P2P) energy trading project - the first-ever in South East Asia.
In 2018, BCPG’s revenue from sales and services rendered totaled THB 3,320.3 billion, with an EBITDA of THB 2,496.0 billion, a net profit of THB 2,219.2 million, equivalent to THB 1.11 per share or 24.7% YOY. BCPG Public Company Limited 5
For business expansion, the Company started BCPG aspires to be an innovative business that creates commercial operations from Gotemba Project in Japan sustainable future for all, enabled by renewable energy, with a production capacity of 4.0 MW and from the Solar smart technology and innovation. To realize this vision, the Government Projects Phase 2 with the War Veterans Company announced its Sustainable Business Development Organization (WVO), with a total production capacity of Policy on 17 April 2018, to secure executives and employees 8.9 MW; namely a 5-MW solar project in Phra Phutthabat, support and adherence to the policy and its framework. The Saraburi province, a cooperation with WVO Lopburi, and Company also integrated the Vision and Business Strategy 3.9-MW solar project in Tha Muang, Kanchanaburi province, with the United Nations Sustainable Development Goals with WVO Supanburi. Additionally, the Company had (UNSDG) to enable us to assess, improve, and communicate acquired Lomligor Company Limited, the operator of a wind our performance to the public at large, as per details in farm in Pakpanang subdistrict, Nakorn Srithammarat, with this annual report. total production capacity of 9.0 MW. With our strong commitment to innovatively develop In the third quarter of 2018, the Company had business whilst also caring for the environment and society, completed the asset transaction for two solar power plants with good governance practices, personnel and organization- in Japan with a total production capacity of 19.3 MW centric management and development, BCPG has been on (installed capcity of 27.6 MW); namely Nikaho and Nagi countless occasions accredited with awards, and certifications, Projects, to an Infrastructure Fund in Japan. This is in line in various areas, both domestically and internationally. with BCPG’s strategy to maximize benefits for shareholders by lowering Debt to Equity Ratio, stabilizing cash flow On behalf of the Board of Directors, the management and seeking ways to gain more cash for the new growth and all employees of BCPG, I would like to express my plans. As of 31 December 2018, the capacity of all BCPG’s sincerest appreciation to all shareholders and stakeholders projects commercially in operation totaled 325.5 MW or a for the confidence, trust and support you have always total installed capacity of 380.2 MW. extended to us. I, herewith, reaffirm our full commitment to forge ahead in our business endeavours, whilst upholding The blockchain-based P2P energy trading at T77 good corporate governance for our sustainable growth. community in Bangkok, a collaborative effort by BCPG, Power Ledger, our digital energy partner, Sansiri, and the Metropolitan Electricity Authority (MEA), officially commenced pilot run on 22 August 2018. This project which is not only the first in South-East Asia, but also the largest in size for the project of this kind the world is expected to start trading among the member entities in the near future. This remarkable achievement once again exemplifies BCPG’s leadership in the renewable energy sector and a trusted business partner in - Signed - the creation of next generation innovation that will provide Mr. Pichai Chunhavajira direct access to consumers. Chairman 6 Annual Report 2018
Thailand Japan MW BCPG was registered on July 17, 2015, with an initial 147.9 n operat on 1 8 registered capital of THB 20 million. The Company currently un er on tru t on 0 MW commands a paid-up capital of THB 9.984 billion, consisting 131.2 n operat on 1 of 1,997 million common shares at a par value of THB 5 un er on tru t on per share. Bangchak Corporation Public Company Limited e elop ent 11 (“BCP”) is the major shareholder, with 70.1% of the paid-up capital (data as of December 11, 2018) to conduct a power generation business based on renewable energy, including solar, wind, and geothermal energy. The Company currently Philippines has solar, wind, and geothermal projects both in Thailand and overseas, namely Japan, the Philippines, and Indonesia. MW Today, BCPG Group boosts a contractual capacity of 480.6 20.0 n operat on 1 MW (installed capacity of 571.1 MW). un er on tru t on
Indonesia
MW 181.5 n operat on 1 un er on tru t on 2 0
Wind energy 29.0 n operat on Geothermal 2 tatu e nolo energy un er on tru t on 480.6 MW 480.6 MW 1 1 181.5 Solar energy 270.1 BCPG Public Company Limited 7
Chart showing power plant locations
Thailand Japan MW 147.9 n operat on 1 8 un er on tru t on 0 MW 131.2 n operat on 1 un er on tru t on e elop ent 11
Philippines
MW 20.0 n operat on 1 un er on tru t on
Indonesia
MW 181.5 n operat on 1 un er on tru t on 2 0
Wind energy 29.0 n operat on Geothermal 2 tatu e nolo energy un er on tru t on 480.6 MW 480.6 MW 1 1 181.5 Solar energy 270.1 8 Annual Report 2018